Ko Yo Chemical (Group) Limited — M&A Activity 2000

Jan 14, 2000

Listed Company Information

TSE SUI LUEN<0417> - Announcement The Stock Exchange of Hong Kong Limited takes no responsibility for the contents of this announcement, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement. Tse Sui Luen Jewellery (International) Limited (Incorporated in Bermuda with limited liability) ANNOUNCEMENT DESPATCH OF THE CIRCULAR AND UNAUDITED RESULTS FOR THE GROUP FROM 1ST MARCH 1999 TO 31ST OCTOBER 1999 The circular ("Circular") dated 13th January 2000 relating to the recommendations made to the independent shareholders regarding the unconditional mandatory offers ("Offers") by Somerley Limited on behalf of Cobra Technologies Corp. ("Cobra") for all the issued ordinary shares, preference shares, options and deed options of the Company (other than those voting rights which are already controlled by Cobra and parties acting in concert with it) will be despatched on 13th January 2000. Reference is made to the announcement made by the Company and Cobra dated 10th December 1999 in relation to the Offers. The Circular containing, inter alia, details of the Offers and the respective advice from the independent board committee of the Company ("IBC") and the independent financial adviser will be despatched on 13th January 2000. The Circular also contains the Company's unaudited adjusted consolidated net tangible asset value reflecting the unaudited results of the Company and its subsidiaries ("Group") for the period from 1st March 1999 to 31st October 1999 as outlined below: HK$'000 Audited net assets of the Group as at 28th February 1999 522,270 Unaudited loss attributable to Shareholders for the eight months ended 31st October 1999 (Note 1) (606) Decrease in other reserves attributable to Shareholders for the eight months ended 31st October 1999 (Note 2) (20,435) Loss from revaluation of the property interests of the Group (Note 3) (240,778) Less: Preference Shares (171,916) Pro forma adjusted net tangible assets attributable to the ordinary shares ("Shares")* 88,535 Pro forma adjusted net tangible assets per Share* HK$0.226 * Based on 391,889,263 Shares in issue as at 10th January 2000. Note 1: Unaudited consolidated results for the eight months ended 31st October 1999 have been reviewed by Deloitte Touche Tohmatsu. They express their qualified opinion that there is significant doubt on the Group's ability to recover a deposit of approximately HK$51 million and full provision should have been made for this amount, the effect of which would be to increase the unaudited loss for the period. Details can be referred to in their letter enclosed in Appendix II of the Circular. Note 2: Decrease in other reserves attributable to Shareholders for the eight months ended 31st October 1999 composes of: HK$'000 Dividend payable to preference shares (7,626) Currency realignment of translation of foreign subsidiaries and branches (3,648) Goodwill and capital reserves arising from acquisition and disposal of subsidiaries and associated companies (9,161) (20,435) Note 3: The loss from revaluation of property interests in the share of loss attributable to the Group for the net difference between the property revaluation amounts as at 30th November 1999 of HK$333,080,000 and the net book value of properties as at 31st October 1999 of HK$574,562,880. The independent shareholders, preference shareholder, optionholder and deed optionholder should consider carefully the recommendations from the IBC and the independent financial adviser regarding the Offers. By order of the Board Peter Lee Yip Wah Company Secretary Hong Kong, 13th January 2000 The Directors of the Company jointly and severally accept full responsibility for the accuracy of the information contained in this announcement and confirm, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this announcement have been arrived at after due and careful consideration and there are no other facts not contained in this announcement, the omission of which would make any statement in this announcement misleading.